Estate of Eugene E. Stone, III, Deceased, C. Rivers Stone, E.E. Stone, IV, Mary Stone Fraser & Rosalie Stone Morris, Co-Personal Representatives - Page 43

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               After execution of the 1996 amendment to the 1994 plan for             
          settlement, the children entered into intense negotiations                  
          regarding the particular assets that each child wanted their                
          parents to transfer to a family limited partnership in which such           
          child, as well as each of their parents, would hold a partnership           
               Between the last six months of 1995 and April 1997, Mr.                
          Merline met with Mr. Stone approximately a dozen times to discuss           
          the use of family limited partnerships, the status of the chil-             
          dren’s negotiations, and why each child had an interest in                  
          certain of the respective assets of Mr. Stone and Ms. Stone.                
          Around April 1996, Mr. Stone and Ms. Stone decided to proceed               
          with forming five family limited partnerships.  To that end, at             
          Mr. Stone’s request, Mr. Merline drafted five partnership agree-            
          ments (draft partnership agreements) and circulated those draft             
          partnership agreements among Mr. Stone, Ms. Stone, the children,            
          and their respective attorneys.  The children and their respec-             
          tive attorneys, inter alia, made comments on the draft partner-             
          ship agreements that Mr. Merline had sent them and suggested                
          changes to those agreements.  The primary reason for the changes            
          suggested by the children to the draft partnership agreements was           
          the desire of the children to ensure that their parents, and in             
          particular Mr. Stone, would not be unduly influenced by anyone to           
          act in a manner inconsistent with each child’s interest in                  

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